EGM On 4 Dec 2008 To Consider Acquisitions And Issuing RMB 4 Bln Ten Year Bonds

At the 18th Meeting of the 3rd Board of Directors, held on 16 Nov 2008, the following proposals were examined and approved:

1. to acquire a 39.44% stake in Xining Special Steel Group Co., Ltd. from Western Mining Group Co., Ltd.
   
2. to acquire a 51% stake in Sichuan Xiasai Silver Industry Co., Ltd. and a 60% stake in Qinghai Western Mining Industry Planning & Consulting Co., Ltd., both held by Qinghai Western Resources Co., Ltd.
   
3. to acquire the lead-zinc mine prospecting rights to Dachaidan area in Qinghai, from Qinghai Western Mining Geological Survey Co., Ltd.
   
4. to provide joint liability guarantees on a RMB 38 mln loan for a three-year period between 3 Aug 2007 and 2 Aug 2010, and on a RMB 60 mln loan for a two-year period between 23 May 2008 and 22 May 2010, both for Sichuan Xiasai, following the acquisition of the 51% stake in Sichuan Xiasai.
   
   Sichuan Xiasai will provide a counter-guarantee on the aforementioned loans by pledging its fixed assets.
   
5. to provide a joint liability guarantee on a five-year fixed asset loan based on the benchmark rate with Industrial and Commercial Bank of China, for Qinghai Xiyu Non-ferrous Metals Co., Ltd., in which the company holds a 51% stake. Guarantees provided by the company will total RMB 1.04 bln following the aforementioned guarantees. There are no guaranteed loans in arrears.
   
6. to issue RMB 4 bln worth of ten-year bonds at the fixed rate with a par value of RMB 100, via online preemptive allotment, online public issuance and conventional allotment. The proposal is valid within 24 months following approval by a general meeting of shareholders.
   
7. to acquire a 50% stake in Inner Mongolia Shuangli Mining Industry Co., Ltd., held by Western Mining Group, as approved by the 16th Meeting of the Board of Directors. With approval by the State-owned Assets Supervision and Administration Commission of the Qinghai Provincial People’s Government, the company or its subsidiary will participate in biding for the aforementioned equity.

The company plans to convene its 2nd Extraordinary General Meeting of Shareholders on 4 Dec 2008, at which proposals 1, 2, 3 and 6 will be examined and considered for approval.

Board of Directors
19 Nov 2008


Source: Shanghai Stock Exchange
19 Nov 2008

CN01/IS/LZ/JW